Direct Digital Holdings Files Definitive Proxy Statement

TL;DR

DDH filed its proxy statement, shareholders vote soon.

AI Summary

Direct Digital Holdings, Inc. filed a definitive proxy statement (DEF 14A) on November 15, 2024. The filing concerns the company's annual meeting and related matters, as is standard for a DEF 14A. The company is headquartered in Houston, Texas, and operates in the advertising services sector.

Why It Matters

This filing is a routine but essential disclosure for shareholders, outlining the agenda and information for the company's annual meeting, which is crucial for corporate governance.

Risk Assessment

Risk Level: low — This is a standard regulatory filing (DEF 14A) and does not contain new material financial information or strategic changes.

Key Numbers

• 20241115 — Filing Date (Date the definitive proxy statement was filed with the SEC.)

Key Players & Entities

• Direct Digital Holdings, Inc. (company) — Registrant
• 0001628280-24-048082 (filing_id) — Accession Number
• 1177 West Loop South, Suite 1310 Houston, Texas 77027 (address) — Company Headquarters

FAQ

Filing Documents

• ddh-def14a.htm (DEF 14A) — 509KB
• picture6.jpg (GRAPHIC) — 1109KB
• proxycard.gif (GRAPHIC) — 42KB
• proxycardpg2.gif (GRAPHIC) — 46KB
• 0001628280-24-048082.txt ( ) — 2156KB

EXECUTIVE COMPENSATION

EXECUTIVE COMPENSATION 19 Summary Compensation Table 19 Executive Employment Agreements with our Named Executive Officers 19 Outstanding Equity Awards at 2023 Fiscal Year End 20 DIRECTOR COMPENSATION 23 RELATED PERSON TRANSACTIONS 25 STOCK OWNERSHIP OF OUR DIRECTORS, EXECUTIVE OFFICERS, AND 5% BENEFICIAL OWNERS 29 PROPOSAL NO. 1 ELECTION OF DIRECTORS NOMINEES 31 PROPOSAL NO. 2 RATIFICATION OF APPOINTMENT OF BDO USA, P.C. AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM 32 PROPOSAL NO. 3 AMENDMENT TO THE COMPANY'S 2022 OMNIBUS INCENTIVE PLAN TO INCREASE THE NUMBER OF SHARES OF THE COMPANY'S CLASS A COMMON STOCK ISSUABLE THEREUNDER 33 PROPOSAL NO. 4 APPROVAL OF THE ISSUANCE OF 8,500,000 SHARES OF CLASS A COMMON STOCK, IN ACCORDANCE WITH NASDAQ LISTING RULE 5635(D), PURSUANT TO THE EQUITY RESERVE FACILITY 41 ADDITIONAL INFORMATION 44 Householding of Annual Meeting Materials 44 Stockholder Proposals for Our 2025 Annual Meeting 44 Other Matters 44 Solicitation of Proxies 44 Incorporation of Information by Reference 45 Amendment to Direct Digital Holdings, Inc. 2022 Omnibus Incentive Plan Annex A 2 QUESTIONS AND ANSWERS Q What is the purpose of the Annual Meeting A. At the Annual Meeting, our stockholders will act upon the matters outlined in the Notice of Annual Meeting of Stockholders accompanying this proxy statement, including to (i) elect five directors for a term of one year until our 2025 Annual Meeting of Stockholders or until their successors are duly elected and qualified in accordance with our Amended and Restated Bylaws ("Bylaws"), (ii) ratify the appointment of BDO USA, P.C. as our independent registered public accounting firm for the year ending December 31, 2024, (iii) amend the Company's 2022 Omnibus Incentive Plan to increase the number of shares of the Company's Class A common stock issuable thereunder by 2,000,000 shares, (iv) approve the issuance of up to 8,500,000 shares of the Company's Cl

View Full Filing

View this DEF 14A filing on SEC EDGAR